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FEE PROTECTION AGREEMENT

Irrevocably and unconditionally, without protest, demand or delay, promise and guarantee to pay the
fees as herein stated based on the face value of the instruments, for the benefit of the Provider, Group
A, and Group B being hereinafter called collectively the “beneficiaries” and individually a “Beneficiary”.

The said fee shall be paid upon the successful closing of each and every tranche concurrently with each
payment of the instruments purchased by us. Further, the said consultancy fees shall be paid in good,
clean clear and unencumbered Euros/Dollars and delivered, via wire transfer, to your designated
trust/bank account coordinates.

This “Fee Agreement-Pay Order” is unconditional, assignable and divisible. This “Fee Agreement-Pay
Order” shall endure to the benefit of the beneficiaries and their respective heirs, administrators,
successors and assigns, as the case may be, and shall be binding and enforceable upon us, our
successors and assigns as the case may be, until this transaction, including any renewals, extensions and
additions are fully completed.

This Fee Agreement, if transmitted by facsimile or electronic mail shall be considered an original, legally
enforceable document.

Generally recognized International Standards of Non Circumvention and Non-disclosure are applicable
for a period of Five Years from the date of this document or the last date of the contract including any
renewals, extensions and additions are fully completed and we agree to respect those.

We hereby declare that we are fully aware that the information received from you is in direct response
to our request and is not in any way considered or intended to be a solicitation of funds of any sort, or
any type of offering, and is intended for our general knowledge only. We hereby affirm, under penalty of
perjury, that we have requested information from you and your organization by our choice and free will,
and further that you have not solicited us in any way. Intermediaries are NOT Advisors of any kind.

Parties to this agreement are independent contractors and all contemplated payments and/or
disbursements hereunder are divided interests. Nothing in this agreement construes or creates a
partnership or employer/employee relationship between or among the parties hereto. All taxes, federal,
state or other are the independent responsibility of each of the parties hereto.

The above stated codes, (the seller’s code to be provided by the seller) and any other identification
codes shall remain the same and shall not be changed until this transaction including any renewals,
extensions and additions are fully completed and we agree to respect those. The transaction code may
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be amended only by agreement between all parties hereto. This transmission via facsimile will be
accepted as an original and I confirm that I have authority to execute this Pay Order.

Irrevocable Fee Protection for Provider, Group A, and Group B as divided amongst them based on the
face value from each and every tranche of this transaction, including any rolls or extensions, to be paid
to all concerned.

BORROWER’S PAYING BANK COORDINATES:

BANK NAME:
BANK ADDRESS:
Bank Officer:
Phone:
E-mail
ACCOUNT HOLDER:
Account Signatory

BANK ACCOUNT NO: 1

SWIFT

PARTICULARS OF BANK INSTRUMENTS:

1. Instrument Type: Cash backed Bank Guarantee (“BG”) newly issued/Fresh-cut
2. Term: One (1) Year and Fifteen (15) Days
3. Issuing Bank:
4. Currency: US DOLLARS
5. Contract Amount: US DOLLARS
6. Discount Rate: __% of face value
7. Net fallout of USD $ 80M (80%) shall be divided as follows:
A
B
C
8. Mode of Payment: By MT103
9. Transaction Mode: SWIFT MT-760 of Delivery
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PROVIDER TO RECEIVE TOTAL USD $ _M

Details
BANK NAME:
BANK ADDRESS:
Bank Officer:
Phone:
Account Name:
Account Signatory:
BANK ACCOUNT NO:
SWIFT:

GROUP -A TO RECIEVE USD $_M

Details
BANK NAME: TBA
BANK ADDRESS: TBA
Bank Officer: TBA
Phone: TBA
Account Name: TBA
Account Signatory : TBA
BANK ACCOUNT NO: TBA
SWIFT: TBA

GROU B TO RECEIVE USD $1_M

Details
Bank Name:
Bank Address:
Bank Account No.:
Account Name:
Account Signatory :
Bank Officer:
Bank Phone:
SWIFT:

PAYMASTER: GROUP A
BANK NAME: TBA
BANK ADDRESS: TBA
Bank Officer: TBA
Phone: TBA
ACCOUNT HOLDER TBA
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BANK ACCOUNT NO: TBA

SWIFT

The above mentioned beneficiary reserves the right to change the bank coordinates stated herein at any
time by providing written request to the undersigned.

This Fee Protection Agreement have agreed and executed by the undersigned on ________, ______
20xx This Agreement-Pay order shall be lodged with our bank and a copy from that bank will be
forwarded to you the beneficiaries.
WE AGREE TO THE ABOVE IRREVOCABLE FEE PROTECTION AGREEMENT IN ITS ENTIRETY,
SIGNED AND SEALED THIS DAY, __. Month of______ 20xx,

Agreed, accepted and executed by BUYER,

For and On Behalf of:

By: COMPANY SEAL

NAME :
Passport No :
Issued by :
Expiry date :

CONFORME: _____________________

BANK ENDORSEMENT
We hereby acknowledge and confirm this document is lodged with our bank and it shall be executed
upon commencement of the transaction referenced above.

________________________ _ _____________________
Bank Officer No. 1 Bank Officer No. 2

Title: Title:
Phone No.: Phone No.:
Fax No.: Fax No.:
Bank Name: Bank Name:
Bank Address: Bank Address:
For and on Behalf of __________ For and on Behalf of ________